above, to the extent not previously paid, (iii) next, to pay to Lessor any
interest accruing on the amounts covered by the preceding clauses, at the Late
Payment Rate, from and after the date the same become due and payable pursuant
to the terms hereof through the date of payment, (iv) next, to reimburse
Lessee for such amounts to the extent paid by Lessee as liquidated damages
pursuant hereto (up to the amount of the Casualty Value calculated as provided
above), and (v) any amount remaining thereafter shall be retained by Lessor as
owner of the Aircraft. (c) Lessee hereby acknowledges and agrees that: (i) the
liquidated damages payable pursuant to this Section 9.3, (iv) are to be paid
in lieu of future Basic Rent, (B) are (as of both the date hereof, and the
Acceptance Date) reasonable in light of the anticipated harm arising by reason
of an Event of Default, and (C) are not a penalty; (ii) the occurrence of any
one or more of the Events of Default shall be deemed, for all purposes, to
substantially impair the value to Lessor of the transactions contemplated
under the Lease Documents; (iii) in the event that, notwithstanding the intent
and express agreement of the parties, either the liquidated damages provision
in this Section 9.3 is deemed non-compliant with applicable law, or
circumstances cause it to fail of its essential purpose, Lessor may exercise
any of the other remedies provided herein, or available under UCC Article 2A
or other applicable law (including the right to demand and be paid any or all
of (A) all then accrued and unpaid Rent, (B) the present value of all then
unaccrued Basic Rent for the remaining Term, discounted at the Discount Rate,